Colorado Revised Statutes Title 7. Corporations and Associations § 7-129-105. Court-ordered indemnification of directors

(a) If it determines that the director is entitled to mandatory indemnification under section 7-129-103, the court shall order indemnification, in which case the court shall also order the nonprofit corporation to pay the director's reasonable expenses incurred to obtain court-ordered indemnification.

(b) If it determines that the director is fairly and reasonably entitled to indemnification in view of all the relevant circumstances, whether or not the director met the standard of conduct set forth in section 7-129-102(1) or was adjudged liable in the circumstances described in section 7-129-102(4), the court may order such indemnification as the court deems proper;  except that the indemnification with respect to any proceeding in which liability shall have been adjudged in the circumstances described in section 7-129-102(4) is limited to reasonable expenses incurred in connection with the proceeding and reasonable expenses incurred to obtain court-ordered indemnification.